Form 8-K

8-K — FEDEX CORP

Accession: 0001048911-26-000050

Filed: 2026-06-23

Period: 2026-06-23

CIK: 0001048911

SIC: 4513 (AIR COURIER SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — fdx-20260623.htm (Primary)

EX-99.1 (fdx-earningsreleasefy2026q4.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: fdx-20260623.htm · Sequence: 1

fdx-20260623

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 23, 2026

FedEx Corporation

(Exact name of registrant as specified in its charter)

Commission File Number 1-15829

Delaware

62-1721435

(State or other jurisdiction of (IRS Employer

incorporation) Identification No.)

942 South Shady Grove Road, Memphis, Tennessee

38120

(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: (901) 818-7500

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol

Name of each exchange

on which registered

Common Stock, par value $0.10 per share

FDX

New York Stock Exchange

1.625% Notes due 2027 FDX 27 New York Stock Exchange

0.450% Notes due 2029 FDX 29A New York Stock Exchange

0.450% Notes due 2029 FDX 29B New York Stock Exchange

1.300% Notes due 2031 FDX 31B New York Stock Exchange

3.500% Notes due 2032 FDX 32 New York Stock Exchange

0.950% Notes due 2033 FDX 33 New York Stock Exchange

0.950% Notes due 2033 FDX 33A New York Stock Exchange

4.125% Notes due 2037 FDX 37 New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

EXPLANATORY NOTE

The information in this Report, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and General Instruction B.2 thereunder. Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

SECTION 2. FINANCIAL INFORMATION.

Item 2.02. Results of Operations and Financial Condition.

Attached as Exhibit 99.1 and incorporated herein by reference is a copy of FedEx Corporation’s press release, dated June 23, 2026, announcing its financial results for the fiscal quarter and year ended May 31, 2026.

SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release of FedEx Corporation dated June 23, 2026.

104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FedEx Corporation

Date: June 23, 2026

By:

/s/ Claude F. Russ

Claude F. Russ

Enterprise Vice President, Finance and

Interim Chief Financial Officer and

Interim Chief Accounting Officer

EX-99.1

Filename: fdx-earningsreleasefy2026q4.htm · Sequence: 2

Document

FedEx Reports Strong Fourth Quarter and Full-Year Results

Delivered Significant Revenue and Earnings Growth Year-over-Year

Introduces CY 2026 Outlook

Expects Continued Revenue and Earnings Growth Momentum in

June-through-December Transition Year

MEMPHIS, Tenn., June 23, 2026 ... FedEx Corp. (NYSE: FDX) today reported the following consolidated results for the fourth quarter ended May 31 (adjusted measures exclude the items listed below):

Fiscal 2026 Fiscal 2025

As Reported (GAAP) Adjusted (non-GAAP) As Reported (GAAP) Adjusted (non-GAAP)

Revenue $25.0 billion $25.0 billion $22.2 billion $22.2 billion

Operating income $1.55 billion $2.09 billion $1.79 billion $2.02 billion

Operating margin 6.2% 8.4% 8.1% 9.1%

Net income $1.60 billion $1.53 billion $1.65 billion $1.46 billion

Diluted EPS $6.60 $6.31 $6.88 $6.07

This year’s and last year’s quarterly consolidated results have been adjusted for:

Fiscal 2026 Fiscal 2025

Impact per diluted share Fourth Quarter Full Year Fourth Quarter Full Year

Mark-to-market (MTM) retirement plans accounting adjustments ($2.05) ($2.08) ($1.63) ($1.60)

FedEx Freight spin-off costs 0.97 2.46 0.11 0.18

Business optimization costs 0.66 1.19 0.39 2.37

Fiscal year change costs 0.04 0.11 — —

Asset impairment charges 0.07 0.08 0.07 0.06

International regulatory and legacy FedEx Ground legal matters — (0.07) 0.26 0.37

Consolidated adjusted operating income improved in the fourth quarter, reflecting continued strength in U.S. Domestic and International Priority package yields, cost savings from transformation initiatives, and increased U.S. Domestic and International export package volume.

“Team FedEx delivered an impressive finish to a strong fiscal year, providing excellent service to our customers and successfully executing on our transformation initiatives,” said Raj Subramaniam, FedEx Corp. president and chief executive officer. “Our profitable growth strategy is working. We are building momentum across our global

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industrial network, driving structural improvements and winning in high-value growth markets. With the successful spin-off of FedEx Freight, we are entering this next chapter positioned to grow while further optimizing our network, lowering our cost to serve, creating meaningful long-term value, and driving robust free cash flow.”

Fourth Quarter Results

Federal Express segment operating results improved during the quarter, driven by higher U.S. Domestic and International Priority package yields, continued cost savings from transformation initiatives, and increased U.S. domestic and international export package volume. These factors were partially offset by increased purchased transportation and wage rates, higher variable incentive compensation expenses, and the financial impacts of global trade policy changes.

Fourth quarter results include a noncash impairment charge of $23 million ($0.07 per diluted share) from the decision to permanently retire 10 aircraft. Last year's fourth quarter results included a noncash impairment charge of $21 million ($0.07 per diluted share) from the decision to permanently retire 12 aircraft, plus eight related engines. These retirements are aligned with the company's fleet reduction and modernization strategy as the company continues to improve its global network efficiency and better align air network capacity with anticipated demand.

Full-Year Results

For the full fiscal year, FedEx Corporation reported the following consolidated results (adjusted measures exclude the items listed above for the applicable fiscal year):

Fiscal 2026 Fiscal 2025

As Reported (GAAP) Adjusted (non-GAAP) As Reported (GAAP) Adjusted (non-GAAP)

Revenue $94.7 billion $94.7 billion $87.9 billion $87.9 billion

Operating income $5.46 billion $6.61 billion $5.22 billion $6.12 billion

Operating margin 5.8% 7.0% 5.9% 7.0%

Net income $4.43 billion $4.84 billion $4.09 billion $4.43 billion

Diluted EPS $18.55 $20.24 $16.81 $18.19

Results reflect lower structural costs as the company exceeded its goal of $1 billion of transformation-related cost savings during the year.

Capital spending for fiscal 2026 totaled $3.8 billion, a decrease of $246 million, or 6%, compared with fiscal 2025. Capital spending as a percentage of revenue declined to 4.0%, the lowest annual level in FedEx Corporation history.

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FedEx Freight Spin-off Completed

The spin-off of FedEx Freight into a new publicly traded company was finalized on June 1, 2026. In connection with the spin-off, FedEx Freight paid a cash dividend of approximately $4.1 billion to FedEx Corporation from the proceeds of the $3.7 billion senior notes offering completed in February 2026 and borrowings under its delayed-draw term loan facility.

FedEx Freight will host a call to discuss the company's fourth quarter results on June 25, 2026.

Fiscal Year Change

In January 2025, the FedEx Board of Directors approved a change in the company’s fiscal year end from May 31 to December 31. The fiscal year change became effective for the period beginning June 1, 2026.

Cash and Capital Returns

The ending cash and cash equivalents balance of $13.3 billion includes a $4.1 billion cash dividend from the FedEx Freight spin-off. The dividend will be utilized in a manner consistent with preserving the tax-free nature of the transaction. In addition, the reported cash balance includes approximately $800 million in IEEPA tariff refunds held for refund to customers.

During fiscal 2026, FedEx returned approximately $2.2 billion to stockholders through the combination of $776 million of stock repurchases and $1.4 billion of dividend payments. Repurchases during fiscal 2026 totaled approximately 3.3 million shares, or 1.4% of the shares outstanding at the beginning of the year, and increased fourth quarter and full-year earnings by $0.09 and $0.21 per share, respectively. As of May 31, 2026, $1.3 billion remained under the company's 2024 stock repurchase authorization.

For calendar 2026, FedEx remains committed to returning capital to stockholders, including the previously announced 5% increase in the annual dividend on its common stock, after adjusting for the FedEx Freight spin-off. The company also intends to repurchase up to $1 billion worth of shares opportunistically, leveraging continued balance sheet flexibility and free cash flow generation to offset dilution from equity compensation.

“Our fourth quarter and full-year results reflect the tenacity of the FedEx team to deliver steady adjusted operating income improvement year-over-year while navigating significant headwinds,” said Claude Russ, FedEx Corp. enterprise vice president, finance and interim chief financial officer. “As we look ahead, continued revenue and earnings growth momentum in our transition year positions us to unlock significant stockholder value through a resolute focus on driving unprecedented free cash flow growth.”

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Outlook

For calendar year 2026, FedEx Corporation is forecasting:

Financial Metric(1)

Forecast Value Additional Details & Exclusions

Revenue Growth ~11% YoY

Diluted EPS

(Continuing Operations) $16.55 to $17.75 Prior to CY 2026 additional MTM adjustments for retirement plan accounting, and adjustments related to MTM accounting for the FedEx Freight investment and utilization of the FedEx Freight spin-off dividend.

Adjusted Diluted EPS

(Continuing Operations) $16.90 to $18.10

Also excludes MTM adjustments for retirement plan accounting, estimated costs related to the spin-off of FedEx Freight and business optimization initiatives, asset impairment charges, and costs related to the fiscal year change.

Effective Tax Rate

(ETR) ~23% Prior to CY 2026 additional MTM adjustments for retirement plan accounting, and adjustments related to MTM accounting for the FedEx Freight investment and utilization of the FedEx Freight spin-off dividend.

Pension Contributions $475 million

Capital Spending $3.9 billion Prioritizes investments in network optimization and efficiency improvement, including fleet and facility modernization and automation.

(1) The baseline for the calendar year 2026 financial metrics is the calendar year 2025 preliminary recasted results from continuing operations, which reflects FedEx Freight as discontinued operations. See Calendar 2025 Diluted Earnings Per Share from Continuing Operations information on page 15.

These forecasts assume the company's current economic forecast and fuel price expectations, successful completion of planned stock repurchases, and no additional adverse economic, geopolitical, or international trade-related developments. FedEx’s ETR and EPS forecasts are based on current law and related regulations and guidance.

Corporate Overview

FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services. The company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network.

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Consistently ranked among the world's most admired and trusted employers, FedEx inspires its employees to remain focused on safety, the highest ethical and professional standards and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about.

Additional information and operating data are contained in the company’s annual report, Form 10-K, Form 10-Qs, Form 8-Ks and Statistical Books. These materials, as well as a webcast of the earnings release conference call to be held at 5:00 p.m. EDT on June 23, 2026, are available on the company’s website at investors.fedex.com. A replay of the conference call webcast will be posted on our website following the call.

The Investor Relations page of our website, investors.fedex.com, contains a significant amount of information about FedEx, including our SEC filings and financial and other information for investors. The information that we post on our Investor Relations website could be deemed to be material information. We encourage investors, the media and others interested in the company to visit this website from time to time, as information is updated and new information is posted.

Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding expected cost savings, the optimization of our network through Network 2.0, future financial targets, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such expected cost savings, targets, strategies, and statements. Forward-looking statements include those preceded by, followed by or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends,” “determined to,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions in the global markets in which we operate; uncertainty and additional volatility in the global trade environment; our ability to successfully implement our business strategies and global transformation program and network optimization initiatives, including Network 2.0 and Tricolor, effectively respond to changes in market dynamics, and achieve the anticipated benefits of such strategies and actions; our ability to achieve our cost reduction initiatives and financial performance goals, including our 2029 financial performance targets; our ability to achieve the anticipated benefits of the tax-free full separation of the FedEx Freight business into a new publicly traded company (the “FedEx Freight Spin-Off”); the possibility of disruption, including changes to existing business relationships, disputes, litigation, or unanticipated costs in connection with the FedEx Freight Spin-Off; the timing and amount of any costs or benefits or any specific outcome, transaction, or change (of which there can be no assurance), or the terms, timing, and structure thereof, related to our global transformation program and other ongoing reviews and initiatives; a significant data breach or other disruption to our technology infrastructure;

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damage to our reputation or loss of brand equity; our ability to meet our labor and purchased transportation needs while controlling related costs; failure of third-party service providers to perform as expected, or disruptions in our relationships with those providers or their provision of services to FedEx; the effect of any international conflicts or terrorist activities, including as a result of the current conflicts between Russia and Ukraine and in the Middle East; evolving or new U.S. domestic or international laws and government regulations, policies, and actions, including regulatory and/or legal compliance requirements that can affect our ability to efficiently or fully utilize our aircraft; changes in fuel prices or currency exchange rates, including significant increases in fuel prices as a result of the ongoing conflicts between Russia and Ukraine and in the Middle East and other geopolitical and regulatory developments; the effect of intense competition; our ability to match capacity to shifting volume levels; an increase in self-insurance accruals and expenses; loss or delay in the collection of accounts receivable, including those related to tariffs in light of recent judicial rulings; the effect of technology developments, including autonomous technology and artificial intelligence; failure to receive or collect expected insurance coverage; our ability to effectively operate, integrate, leverage, and grow acquired businesses and complete and realize the anticipated benefits of acquisitions and other strategic transactions including FedEx's investment in InPost, as a consortium member, and related commercial agreements; noncash impairment charges related to our goodwill and certain deferred tax assets; the future rate of e-commerce growth; future guidance, regulations, interpretations, challenges, or judicial decisions related to tariffs and our tax positions; labor-related disruptions; legal challenges or changes related to service providers contracted to conduct certain linehaul and pickup-and-delivery operations and the drivers providing services on their behalf and the coverage of U.S. employees at Federal Express Corporation under the Railway Labor Act of 1926, as amended; our ability to quickly and effectively restore operations following adverse weather or a localized disaster or disturbance in a key geography; the effects of a widespread outbreak of an illness or any other communicable disease or public health crises; any liability resulting from and the costs of defending against litigation, including refunds of tariffs; our ability to achieve or demonstrate progress on our goal of carbon-neutral operations by 2040; successful completion of stock repurchases; and other factors which can be found in FedEx Corp.’s and its subsidiaries’ press releases and FedEx Corp.’s filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended May 31, 2025 and subsequent Quarterly Reports on Form 10-Q. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Media Contact:

Caitlin Maier

901-434-8100

mediarelations@fedex.com

Investor Relations Contact:

Jeni Hollander

901-818-7200

ir@fedex.com

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RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES

TO GAAP FINANCIAL MEASURES

Fourth Quarter and Full-Year Fiscal 2026 and Fiscal 2025 Results

The company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP” or “reported”). We have supplemented the reporting of our financial information determined in accordance with GAAP with certain non-GAAP (or “adjusted”) financial measures, including our adjusted fourth quarter and adjusted full-year fiscal 2026 and 2025 consolidated operating income and margin, net income, and diluted earnings per share, adjusted fourth quarter and adjusted full-year fiscal 2026 and 2025 Federal Express segment operating income and margin, and adjusted fourth quarter and adjusted full-year fiscal 2026 and 2025 FedEx Freight segment operating income and margin. These financial measures have been adjusted to exclude the impact of the following items (as applicable):

•MTM adjustments for retirement plan accounting incurred in fiscal 2026 and 2025;

•Costs related to the spin-off of FedEx Freight incurred in fiscal 2026 and 2025;

•Business optimization costs incurred in fiscal 2026 and 2025;

•Costs related to the change in the company's fiscal year-end incurred in fiscal 2026;

•Asset impairment charges incurred in fiscal 2026 and fiscal 2025; and

•Adjustments related to international regulatory and legacy FedEx Ground legal matters incurred in fiscal 2026 and 2025.

In December 2024, FedEx announced that its Board of Directors decided to pursue a full separation of FedEx Freight through the capital markets, creating a new publicly traded company. The transaction was implemented through the spin-off of shares of the new company to FedEx stockholders on June 1, 2026, and is intended to be tax-free for U.S. federal income tax purposes for FedEx stockholders. We incurred costs related to the spin-off of FedEx Freight in the fourth quarter and full-year fiscal 2026 and fiscal 2025. These costs were primarily related to professional fees.

Our business optimization costs relate to the following transformation initiatives aimed to improve long-term profitability, drive efficiency within and between our transportation segments, lower our overhead and support costs, and transform our digital capabilities: our Network 2.0 program, our international operational transformation programs, the Europe workforce reduction plan, and DRIVE initiatives commenced in prior years. We incurred costs related to these business optimization initiatives in the fourth quarter and full-year fiscal 2026 and fiscal 2025. These costs were primarily related to severance, incentive payments to our contracted service providers, and professional services.

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In January 2025, FedEx announced that its Board of Directors approved a change in the company's fiscal year end from May 31 to December 31, which became effective June 1, 2026. The company incurred costs related to the fiscal year change in the fourth quarter and full-year fiscal 2026. These costs were primarily related to professional fees.

The charges incurred in fiscal year 2025 in connection with an international regulatory matter were extraordinary in nature and did not represent recurring expenses in our ordinary course of business. For full-year fiscal 2026 financial measures, this item was reduced by a gain recognized in fiscal 2026 in connection with the partial reversal of the associated loss accrual. In addition, there were charges incurred in prior fiscal years 2023 and 2024 in connection with a legacy FedEx Ground legal matter. For full-year 2025 financial measures, this item was reduced by a gain recognized in fiscal 2025 in connection with the partial reversal of the associated loss accrual.

Costs related to the spin-off of FedEx Freight, business optimization costs, costs related to the change in the company's fiscal year-end, asset impairment charges, adjustments related to international regulatory and legacy FedEx Ground legal matters, as well as MTM adjustments for retirement plan accounting, are excluded from our fourth quarter and full-year fiscal 2026 and 2025 consolidated, Federal Express segment, and FedEx Freight segment non-GAAP financial measures, as applicable, because they are unrelated to our core operating performance and/or to assist investors with assessing trends in our underlying businesses.

The income tax effect of these costs is calculated based upon the tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment. The impact of these non-GAAP items on the company's effective tax rate represents the difference in the effective tax rate calculated with and without the non-GAAP adjustment.

We believe these adjusted financial measures facilitate analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of, or are unrelated to, the company's and our business segments' core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. These adjustments are consistent with how management views our businesses. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating the company's and each business segments' ongoing performance.

Our non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these non-GAAP financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. As required by SEC rules, the

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tables below present a reconciliation of our presented non-GAAP financial measures to the most directly comparable GAAP measures.

Calendar 2026 Forecast and Calendar 2025 Earnings Per Share and Effective Tax Rate

We have provided forecasts for calendar 2026 earnings per share and adjusted earnings per share, which are derived from calendar year 2025 preliminary recasted results from continuing operations, which reflects FedEx Freight as discontinued operations. Our calendar 2026 earnings per share and adjusted earnings per share forecast and calendar 2025 earnings per share and adjusted earnings per share are non-GAAP financial measures because they exclude calendar 2026 and 2025 MTM adjustments for retirement plan accounting, calendar 2026 estimated or calendar 2025 costs related to business optimization initiatives, calendar 2025 adjustments related to international regulatory and legacy FedEx Ground legal matters, calendar 2026 estimated costs related to the spin-off of FedEx Freight, calendar 2026 and 2025 asset impairment charges, and calendar 2026 and 2025 costs related to the fiscal year change. Our calendar 2026 ETR forecast and calendar 2025 ETR are non-GAAP financial measures because they exclude the effect of calendar 2026 and 2025 MTM adjustments for retirement plan accounting, and adjustments related to the MTM accounting for the FedEx Freight investment and the utilization of the FedEx Freight spin-off dividend.

We have provided these non-GAAP financial measures for the same reasons that were outlined above for historical non-GAAP measures. Actual and estimated costs related to business optimization initiatives, actual and estimated costs related to the spin-off of FedEx Freight, asset impairment charges, and costs related to the fiscal year change, as well as MTM adjustments for retirement plan accounting, are excluded from our calendar 2026 and 2025 earnings per share forecasts for the same reasons described above for historical non-GAAP measures.

We are unable to predict the amount of additional calendar 2026 MTM adjustments for retirement plan accounting, and adjustments related to MTM accounting for the FedEx Freight investment and utilization of the FedEx Freight spin-off dividend, as they are significantly affected by changes in interest rates and the financial markets, so such additional adjustments are not included in our calendar 2026 earnings per share and ETR forecasts. For this reason, a full reconciliation of our calendar 2026 earnings per share and ETR forecasts to the most directly comparable GAAP measures is impracticable. It is reasonably possible, however, that our additional calendar 2026 MTM adjustments for retirement plan accounting, and adjustments related to MTM accounting for the FedEx Freight investment and utilization of the FedEx Freight spin-off dividend, could have a material effect on our calendar 2026 consolidated financial results and ETR.

The table included below titled “Calendar 2026 Forecasted Diluted Earnings Per Share from Continuing Operations” outlines the effects of the items that are excluded

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from our calendar 2026 earnings per share forecast, other than the additional MTM adjustments for retirement plan accounting, and adjustments related to MTM accounting for the FedEx Freight investment and utilization of the FedEx Freight spin-off dividend. The table included below titled “Calendar 2025 Diluted Earnings Per Share from Continuing Operations” outlines the effects of the items that are excluded from our calendar 2025 earnings per share.

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Fourth Quarter Fiscal 2026

FedEx Corporation

Diluted Earnings Per Share

Operating

Income Taxes1

Net Income2

Dollars in millions, except EPS Income Margin

GAAP measure $ 1,551 6.2 % $ 510 $ 1,598 $ 6.60

MTM retirement plans accounting adjustment3

— — (150) (497) (2.05)

FedEx Freight spin-off costs4

298 1.2 % 62 238 0.97

Business optimization costs5

204 0.8 % 45 159 0.66

Asset impairment charges6

23 0.1 % 5 18 0.07

Fiscal year change costs5

13 0.1 % 3 10 0.04

Non-GAAP measure $ 2,089 8.4 % $ 475 $ 1,526 $ 6.31

Federal Express Segment

Operating

Dollars in millions Income Margin

GAAP measure $ 1,651 7.7 %

Business optimization costs 208 1.0 %

FedEx Freight spin-off costs 26 0.1 %

Asset impairment charges 23 0.1 %

Fiscal year change costs 6 —

Non-GAAP measure $ 1,914 8.9 %

FedEx Freight Segment

Operating

Dollars in millions Income Margin

GAAP measure $ 158 6.6 %

FedEx Freight spin-off costs 205 8.5 %

Non-GAAP measure $ 363 15.1 %

Note: tables may not sum to totals due to rounding.

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Full-Year Fiscal 2026

FedEx Corporation

Diluted Earnings Per Share

Operating

Income Taxes1

Net Income2

Dollars in millions, except EPS Income

Margin

GAAP measure $ 5,463 5.8 % $ 1,360 $ 4,433 $ 18.55

MTM retirement plans accounting adjustment3

— — (150) (497) (2.08)

FedEx Freight spin-off costs4

738 0.8 % 155 589 2.46

Business optimization costs5

366 0.4 % 81 285 1.19

Fiscal year change costs5

33 — 7 26 0.11

Asset impairment charges6

23 — 5 18 0.08

International regulatory and legacy FedEx Ground legal matters6

(12) — 4 (16) (0.07)

Non-GAAP measure $ 6,611 7.0 % $ 1,462 $ 4,838 $ 20.24

Federal Express Segment

Operating

Dollars in millions Income Margin

GAAP measure $ 5,912 7.2 %

Business optimization costs 303 0.4 %

FedEx Freight spin-off costs 70 0.1 %

Asset impairment charges 23 —

Fiscal year change costs 22 —

International regulatory and legacy FedEx Ground legal matters (12) —

Non-GAAP measure $ 6,318 7.7 %

FedEx Freight Segment

Operating

Dollars in millions Income Margin

GAAP measure $ 616 7.0 %

FedEx Freight spin-off costs 492 5.6 %

Non-GAAP measure $ 1,108 12.6 %

Note: tables may not sum to totals due to rounding.

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Fourth Quarter Fiscal 2025

FedEx Corporation

Diluted Earnings Per Share

Operating

Income Taxes1

Net Income2

Dollars in millions, except EPS Income Margin

GAAP measure $ 1,793 8.1 % $ 575 $ 1,648 $ 6.88

MTM retirement plans accounting adjustment3

— — (125) (390) (1.63)

Business optimization costs5

123 0.6 % 29 93 0.39

International regulatory and legacy FedEx Ground legal matters6

50 0.2 % (11) 61 0.26

FedEx Freight spin-off costs4

33 0.1 % 7 27 0.11

Asset impairment charges6

21 0.1 % 5 16 0.07

Non-GAAP measure $ 2,020 9.1 % $ 480 $ 1,455 $ 6.07

Federal Express Segment

Operating

Dollars in millions Income Margin

GAAP measure $ 1,586 8.4 %

International regulatory and legacy FedEx Ground legal matters 50 0.3 %

Business optimization costs 43 0.2 %

Asset impairment charges 21 0.1 %

Non-GAAP measure $ 1,700 9.0 %

Note: tables may not sum to totals due to rounding.

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Full-Year Fiscal 2025

FedEx Corporation

Diluted Earnings Per Share

Operating

Income Taxes1

Net Income2

Dollars in millions, except EPS Income Margin

GAAP measure $ 5,217 5.9 % $ 1,349 $ 4,092 $ 16.81

MTM retirement plans accounting adjustment3

— — (125) (390) (1.60)

Business optimization costs5

756 0.9 % 178 577 2.37

International regulatory and legacy FedEx Ground legal matters6

88 0.1 % (2) 90 0.37

FedEx Freight spin-off costs4

38 — 13 44 0.18

Asset impairment charges6

21 — 5 16 0.06

Non-GAAP measure $ 6,120 7.0 % $ 1,418 $ 4,429 $ 18.19

Federal Express Segment

Operating

Dollars in millions Income Margin

GAAP measure $ 4,885 6.5 %

Business optimization costs 384 0.5 %

International regulatory and legacy FedEx Ground legal matters 88 0.1 %

Asset impairment charges 21 —

Non-GAAP measure $ 5,378 7.1 %

Note: tables may not sum to totals due to rounding.

- more -

Calendar 2026 Forecasted Diluted Earnings Per Share from Continuing Operations

Diluted Earnings Per Share from Continuing Operations

Dollars in millions, except EPS

Adjustments

Earnings per diluted share from continuing operations (GAAP)7

$16.55 to $17.75

MTM retirement plans accounting adjustment ($639)

Business optimization costs

660

FedEx Freight spin-off costs 50

Aircraft impairment charges 23

Fiscal year change costs 19

Total adjustments $113

Income tax effect1

(23)

Net of tax effect

$90 0.35

Diluted earnings per share from continuing operations with adjustments (non-GAAP)7

$16.90 to $18.10

Calendar 2025 Diluted Earnings Per Share from Continuing Operations

Diluted Earnings Per Share from Continuing Operations

Dollars in millions, except EPS Adjustments

Earnings per diluted share from continuing operations (GAAP)8

$14.80

MTM retirement plans accounting adjustment3

($418)

Business optimization costs5

344

International regulatory and legacy FedEx Ground legal matter6

Aircraft impairment charges6

Fiscal year change costs5

Total adjustments $37

Income tax effect1

Net of tax effect

$50 0.20

Diluted earnings per share from continuing operations with adjustments (non-GAAP)8

$15.00

- more -

Notes:

1 Income taxes are based on the approximate statutory tax rates applicable to each transaction.

2 Effect of “total other (expense) income” on net income amount not shown.

3 These adjustments reflect the May 31 fiscal year-end adjustment to the valuation of the company's defined benefit pension and other postretirement plans, as recorded.

4 These expenses were recognized at Federal Express, FedEx Freight, and Corporate, other, and eliminations.

5 These expenses were recognized at Federal Express and Corporate, other, and eliminations.

6 These expenses were recognized at Federal Express.

7 Additional MTM adjustments for retirement plan accounting for calendar 2026, and adjustments related to MTM accounting for the FedEx Freight investment and the utilization of the FedEx Freight spin-off dividend, which are impracticable to calculate at this time, are excluded.

The baseline for the calendar 2026 financial metrics is calendar year 2025 preliminary recasted results from continuing operations, which reflects FedEx Freight as discontinued operations. FedEx expects to file a Current Report on Form 8-K including recasted and resegmented financial statements for calendar 2024 and 2025, reflecting FedEx Freight as discontinued operations, by mid-August 2026.

- more -

FEDEX CORP. FINANCIAL HIGHLIGHTS

Fourth Quarter Fiscal 2026

(In millions, except earnings per share)

(Unaudited)

Three Months Ended May 31, Twelve Months Ended May 31,

2026 2025 Percent Change 2026 2025 Percent Change

Revenue:

Federal Express Segment $ 21,570 $ 18,977 14 $ 82,273 $ 75,304 9

FedEx Freight segment 2,408 2,297 5 8,795 8,892 (1)

Other and eliminations(1)

1,029 946 9 3,652 3,730 (2)

Total Revenue 25,007 22,220 13 94,720 87,926 8

Operating Expenses:

Salaries and employee benefits 8,568 7,689 11 33,844 31,232 8

Purchased transportation 6,163 5,359 15 23,620 21,768 9

Rentals and landing fees 1,245 1,140 9 4,883 4,647 5

Depreciation and amortization 1,097 1,057 4 4,369 4,264 2

Fuel 1,434 864 66 4,052 3,775 7

Maintenance and repairs 827 802 3 3,330 3,245 3

Separation and other costs 311 33 842 771 38 1929

Business optimization costs

204 123 66 366 756 (52)

Asset impairment 23 21 10 23 21 10

Other(4)

3,584 3,339 7 13,999 12,963 8

Total Operating Expenses 23,456 20,427 15 89,257 82,709 8

Operating income (loss):

Federal Express segment 1,651 1,586 4 5,912 4,885 21

FedEx Freight segment 158 477 (67) 616 1,489 (59)

Corporate, other, and eliminations(1)

(258) (270) (4) (1,065) (1,157) (8)

Total Operating Income 1,551 1,793 (13) 5,463 5,217 5

Other (Expense) Income:

Interest, net (140) (124) 13 (533) (426) 25

Other retirement plans, net

707 564 25 885 713 24

Other, net

(10) (10) — (22) (63) (65)

Total Other (Expense) Income 557 430 30 330 224 47

Income Before Income Taxes 2,108 2,223 (5) 5,793 5,441 6

Provision for Income Taxes

510 575 (11) 1,360 1,349 1

Net Income $ 1,598 $ 1,648 (3) $ 4,433 $ 4,092 8

Diluted Earnings Per Share $ 6.60 $ 6.88 (4) $ 18.55 $ 16.81 10

Weighted Average Common and Common Equivalent Shares 241 238 1 239 243 (2)

Capital Expenditures $ 1,474 $ 1,473 — $ 3,809 $ 4,055 (6)

1 – Includes the FedEx Office, FedEx Logistics, and FedEx Dataworks operating segments.

- more -

FEDEX CORP. CONDENSED CONSOLIDATED BALANCE SHEETS

Fourth Quarter Fiscal 2026

(In millions)

(Unaudited)

Year Ended May 31,

2026 2025

ASSETS

Current Assets

Cash and cash equivalents $ 13,311 $ 5,502

Receivables, less allowances 12,672 11,368

Spare parts, supplies, and fuel, less allowances 669 602

Prepaid expenses and other 1,251 914

Total current assets 27,903 18,386

Property and Equipment, at Cost 90,926 87,622

Less accumulated depreciation and amortization 48,882 45,980

Net property and equipment 42,044 41,642

Other Long-Term Assets

Operating lease right-of-use assets, net 16,822 16,453

Goodwill 6,733 6,603

Other assets 5,435 4,543

Total other long-term assets 28,990 27,599

$ 98,937 $ 87,627

LIABILITIES AND COMMON STOCKHOLDERS' INVESTMENT

Current Liabilities

Current portion of long-term debt $ 1,676 $ 1,428

Accrued salaries and employee benefits 3,759 2,731

Accounts payable 4,327 3,692

Operating lease liabilities 2,680 2,565

Accrued expenses 5,725 4,995

Short-Term Borrowings 745 —

Total current liabilities 18,912 15,411

Long-Term Debt, Less Current Portion 23,293 19,151

Other Long-Term Liabilities

Deferred income taxes 3,664 4,205

Pension, postretirement healthcare, and other benefit obligations 1,625 1,698

Self-insurance accruals 4,413 4,033

Operating lease liabilities 14,549 14,272

Other liabilities 834 783

Total other long-term liabilities 25,085 24,991

Commitments and Contingencies

Common Stockholders' Investment

Common stock, $0.10 par value, 800 million shares authorized 32 32

Additional paid-in capital 4,717 4,290

Retained earnings 44,461 41,402

Accumulated other comprehensive loss (1,227) (1,362)

Treasury stock, at cost (16,336) (16,288)

Total common stockholders' investment 31,647 28,074

$ 98,937 $ 87,627

- more -

FEDEX CORP. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Fourth Quarter Fiscal 2026

(In millions)

(Unaudited)

Year Ended May 31,

2026 2025

Operating Activities:

Net income $ 4,433 $ 4,092

Adjustments to reconcile net income to cash provided by operating activities:

Depreciation and amortization 4,369 4,264

Other, net 3,651 3,395

Changes in operating assets and liabilities, net (3,528) (4,715)

Cash provided by operating activities 8,925 7,036

Investing Activities:

Capital expenditures (3,809) (4,055)

Purchase of investments (682) (262)

Proceeds from sale of investments 483 110

Proceeds from asset dispositions and other investing activities, net 97 115

Cash used in investing activities (3,911) (4,092)

Financing Activities:

Proceeds from debt issuances 5,289 —

Short-term borrowings, net 742 —

Principal payments on debt (2,049) (157)

Proceeds from stock issuances 992 524

Dividends paid (1,374) (1,339)

Purchases of common stock (796) (3,017)

Other (55) (30)

Cash used in financing activities 2,749 (4,019)

Effect of exchange rate changes on cash 46 76

Net increase (decrease) in cash and cash equivalents 7,809 (999)

Cash and cash equivalents at beginning of period 5,502 6,501

Cash and cash equivalents at end of period $ 13,311 $ 5,502

- more -

FEDERAL EXPRESS SEGMENT FINANCIAL HIGHLIGHTS

Fourth Quarter Fiscal 2026

(Dollars in millions)

(Unaudited)

Three Months Ended May 31, Twelve Months Ended May 31,

2026

2025 Percent Change 2026 2025 Percent Change

Revenue:

Package:

U.S. priority $ 3,092 $ 2,720 14 $ 11,603 $ 10,520 10

U.S. deferred 1,441 1,271 13 5,700 5,007 14

U.S. ground 9,648 8,589 12 37,335 33,887 10

Total U.S. domestic package revenue 14,181 12,580 13 54,638 49,414 11

International priority 2,637 2,203 20 9,639 8,737 10

International economy 1,572 1,448 9 5,925 5,861 1

Total international export package revenue 4,209 3,651 15 15,564 14,598 7

International domestic(1)

1,180 1,115 6 4,725 4,495 5

Total package revenue 19,570 17,346 13 74,927 68,507 9

Freight:

U.S. 348 298 17 1,252 1,536 (18)

International priority 721 603 20 2,560 2,320 10

International economy 596 513 16 2,244 1,975 14

Total freight revenue 1,665 1,414 18 6,056 5,831 4

Other 335 217 54 1,290 966 34

Total revenue 21,570 18,977 14 82,273 75,304 9

Operating expenses:

Salaries and employee benefits 6,894 6,171 12 27,465 25,091 9

Purchased transportation 5,594 4,910 14 21,812 19,974 9

Rentals and landing fees 1,055 964 9 4,153 3,939 5

Depreciation and amortization 943 943 — 3,799 3,722 2

Fuel 1,275 750 70 3,565 3,316 8

Maintenance and repairs 726 693 5 2,906 2,799 4

Business optimization costs 208 43 384 303 384 (21)

Separation and other costs 32 — NM 92 — NM

Asset impairment charges 23 21 10 23 21 10

Intercompany allocations (185) (200) (8) (853) (791) 8

Other 3,354 3,096 8 13,096 11,964 9

Total operating expenses 19,919 17,391 15 76,361 70,419 8

Operating income $ 1,651 $ 1,586 4 $ 5,912 $ 4,885 21

Operating margin 7.7% 8.4% (70) bp 7.2% 6.5% 70 bp

1 – International Domestic statistics relate to international intra-country operations.

- more -

FEDERAL EXPRESS SEGMENT OPERATING HIGHLIGHTS

Fourth Quarter Fiscal 2026

(Unaudited)

Three Months Ended May 31, Twelve Months Ended May 31,

2026 2025 Percent Change 2026 2025 Percent Change

PACKAGE STATISTICS

Avg. daily package volume (ADV) (000s)(1):

U.S. priority 1,700 1,644 3 1,678 1,609 4

U.S. deferred 1,084 1,063 2 1,136 1,052 8

U.S. ground commercial 4,419 4,230 4 4,329 4,252 2

U.S. ground home delivery/economy 7,022 6,889 2 7,442 7,041 6

Total U.S. domestic ADV 14,225 13,826 3 14,585 13,954 5

International priority 579 561 3 572 584 (2)

International economy 592 554 7 573 553 4

Total international export ADV 1,171 1,115 5 1,145 1,137 1

International domestic(2)

1,687 1,853 (9) 1,828 1,910 (4)

Total ADV 17,083 16,794 2 17,558 17,001 3

Revenue per package (yield):

U.S. priority $ 28.41 $ 25.85 10 $ 27.22 $ 25.74 6

U.S. deferred 20.77 18.68 11 19.75 18.75 5

U.S. ground 13.18 12.07 9 12.49 11.81 6

U.S. domestic composite 15.58 14.22 10 14.75 13.94 6

International priority 71.12 61.33 16 66.34 58.89 13

International economy 41.53 40.89 2 40.75 41.74 (2)

International export composite 56.17 51.18 10 53.54 50.55 6

International domestic(2)

10.93 9.40 16 10.18 9.26 10

Composite package yield $ 17.90 $ 16.14 11 $ 16.80 $ 15.86 6

FREIGHT STATISTICS

Average daily freight pounds (000s):

U.S. 2,272 2,234 2 2,146 3,137 (32)

International priority 5,174 4,730 9 4,962 4,651 7

International economy 12,831 11,301 14 12,017 11,365 6

Total average daily freight pounds 20,277 18,265 11 19,125 19,153 —

Revenue per pound (yield):

U.S. $ 2.40 $ 2.09 15 $ 2.30 $ 1.93 19

International priority 2.18 1.99 10 2.03 1.96 4

International economy 0.73 0.71 3 0.74 0.68 9

Composite freight yield $ 1.28 $ 1.21 6 $ 1.25 $ 1.20 4

Operating weekdays 64 64 — 254 254 —

1 – ADV is calculated on a 5-day-per-week basis.

2 – International Domestic statistics relate to international intra-country operations.

- more -

FEDEX FREIGHT SEGMENT FINANCIAL AND OPERATING HIGHLIGHTS

Fourth Quarter Fiscal 2026

(Dollars in millions)

(Unaudited)

Three Months Ended May 31, Twelve Months Ended May 31,

2026 2025 Percent Change 2026 2025 Percent Change

FINANCIAL HIGHLIGHTS

Revenue $ 2,408 $ 2,297 5 $ 8,795 $ 8,892 (1)

Operating expenses:

Salaries and employee benefits 1,056 966 9 3,991 3,865 3

Purchased transportation 216 205 5 807 807 —

Rentals 77 72 7 301 287 5

Depreciation and amortization 115 81 42 450 416 8

Fuel 158 113 40 485 457 6

Maintenance and repairs 71 77 (8) 314 332 (5)

Separation and other costs 205 — NM 492 — NM

Intercompany charges 112 140 (20) 561 573 (2)

Other 240 166 45 778 666 17

Total operating expenses 2,250 1,820 24 8,179 7,403 10

Operating income $ 158 $ 477 (67) $ 616 $ 1,489 (59)

Operating margin 6.6% 20.8% (1420) bp 7.0% 16.7% (970) bp

OPERATING STATISTICS

Operating weekdays 64 64 — 252 252 —

Average daily shipments (000s):

Priority 60.2 63.4 (5) 59.5 61.8 (4)

Economy 26.5 28.7 (8) 26.6 28.3 (6)

Total average daily shipments 86.7 92.1 (6) 86.1 90.1 (4)

Weight per shipment (lbs):

Priority 941 937 — 933 941 (1)

Economy 965 882 9 925 873 6

Composite weight per shipment 948 920 3 931 920 1

Revenue per shipment:

Priority $ 397.06 $ 357.86 11 $ 370.90 $ 358.84 3

Economy 456.39 404.98 13 421.78 405.53 4

Composite revenue per shipment $ 415.22 $ 372.55 11 $ 386.63 $ 373.52 4

Revenue per hundredweight:

Priority $ 42.21 $ 38.18 11 $ 39.74 38.13 4

Economy 47.28 45.92 3 45.60 46.46 (2)

Composite revenue per hundredweight $ 43.79 $ 40.49 8 $ 41.54 $ 40.61 2

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